AB133M-12-RB-0003.pdf

SOLICITATION, OFFER AND AWARD

1. This Contract is a Rated Order Under

DPAS (15 CFR 700)

Rating Page of pages

1 50

2. Contract No. 3. Solicitation No. 4. Solicitation Type 5. Date Issued 6. Requisition/Purchase No.

AB133M-12-RB-0003

X Sealed Bid (IFB) 05/31/2012 NMAN7200-12-02052

Negotiated (RFP)

7. Issued By Code AJ630031 8. Address Offer To (If other than item 7) Code

WESTERN ACQUISITION DIVISION

CONTRACTS BRANCH

7600 SAND POINT WAY NE, WC3

SEATTLE, WA 98115-6349

NOTE: In sealed bid solicitations “offer” and “offeror” mean “bid” and “bidder”.

SOLICITATION

9. Sealed offers in original and 1 copies for furnishing the supplies or services in the Schedule will be received at the place specified in Item 8, or if handcarried, in the depository located in Bldg. 1 until 13:00 PM local time July 31, 2012

CAUTION – LATE Submissions, Modifications, and Withdrawals: See Section L, Provision No. 52.214-7 or 52.215-1. All offers are subject to all terms and conditions contained in this solicitation.

10. For Information Call:

A. Name B. Telephone No. (NO COLLECT CALLS) C. E-Mail Address

Levis Knox 206-526-4888 levis.d.knox@noaa.gov

11. TABLE OF CONTENTS

(x) Sec Description Page(s) (x) Sec Description Page(s)

Part I – The Schedule Part II – Contract Clauses

X A Solicitation/Contract Form 1 X I Contract Clauses 31-41

X B Supplies or Services and Prices/Costs 2-5 Part III – List of Documents, Exhibits and Other Attachments

X C Description/Specs./Work Statement 6 X J List of Attachments 42

D Packaging and Marking 7 Part IV – Representations and Instructions

X E Inspection and Acceptance 8 X K

Representations, Certifications and Other Statements of Offerors

43-49 X F Deliveries or Performance 9-11

X G Contract Administration Data 12-13 X L Instr., Conds., and Notices to Offerors 50-53

X H Special Contract Requirements 14-30 X M Evaluation Factors for Award 54-55

OFFER (Must be fully completed by offeror) NOTE: Item 12 does not apply if the solicitation includes the provisions at 52.214-16, Minimum Bid Acceptance Period.

12. In compliance with the above, the undersigned agrees, if this offer is accepted within _______________ calendar days (60 calendar days unless a different period is inserted by the offeror) from the data for receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13. Discount for Prompt Payment

(See Section I, Clause No. 52.232-8)

10 Calendar Days 20 Calendar Days 30 Calendar Days _____ Calendar Days

14. Acknowledgment of Amendments

The offeror acknowledges receipt of amendments to the SOLICITATION for offerors and related documents numbered and dated.

Amendment No. Date Amendment No. Date

15A. Name Code Facility 16. Name and Title of Person Authorized to Sign Offer (Type or print) and

Address of

Offeror

15B. Telephone No. (Include area code) 15C. Check if Remittance Address is different from above. Enter such address in Schedule.

17. Signature 18. Offer Date

AWARD (To be completed by Government)

19. Accepted as to Items Numbered 20. Amount 21. Accounting and Appropriation

22. Authority for Using Other Than Full and Open Competition: 23. Submit Invoices to Address Shown in Item

10 U.S.C. 2304 (c)( ) 41 U.S.C. 253 (c)( ) (4 copies unless otherwise specified)

24. Administered By (If other than Item 7) Code Payment Will be Made By Code

26. Name of Contracting Officer (Type or print) 27. United States of America (Signature of Contracting Officer) 28. Award Date

IMPORTANT – Award will be made on this form, or on Standard Form 26, or by other authorized official written notice.

AUTHORIZED FOR LOCAL REPRODUCTION

Previous edition is unusable

STANDARD FORM 33 (Rev. 9-97) Prescribed by GSA – FAR (48 CFR) 52.214 (c)

Supplies or Services and Prices/Costs

Item No. Supplies/Services Quantity Unit Unit Price Amount

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BID SCHEDULE

The Contractor shall furnish all necessary personnel, material, equipment, services and facilities (except as otherwise specified), to perform dockside repair services required by the statement of Work/Specifications, Section J.1, Attachment 1, and shall perform those services in accordance with the following schedule of prices.

In order to be considered responsive, the bidder must bid on all items in the quantities stated in the schedule below.

SPECIAL NOTICE: This solicitation is being issued with a preliminary specification for Item

0114 (Workboat Davit Installation), which is awaiting final approval. In adition some of the referenced tech data is not currently available.

In order to allow for a ship check at a time when the ship is available in port.

Final specifications and tech data will be incorporated by amendment reasonably in advance of the time to submit bids in order to allow prospective bidders adequate time to prepare bids.

Failure to enter an amount may result in bid rejection.

CLASS "A" ITEMS, BASIC WORK

General Requirements

JB

Drydocking & Berthage

Utilities and Services

ABS Hull & Machinery Surveys

Underwater Hull Preservation

Hull Above Waterline

Anchors and Chains

Cathodic Protection Repair

SSDG Replacement

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Ventilation System Cleaning

Shaft Seals and CPP Iinspection

Bow Thruster Inspection

Chill Box & Freezer Bulkhead & Ceiling Panels – asbestos Abatement & Replacement

Workboat Davit Installation

Total Class "A" Items

CLASS "B" ITEMS, ADDITIONAL ITEM

REQUIREMENTS (AIR)

Additional Work Requirements:

(See notes 1,2 and 3 below)

1,500 man hours multiplied by the labor rate of

$________ per man hour equals the estimated additional work requirements labor cost of

Material/Subcontractor markup rate of ______% multiplied by $50,000 = estimated markup cost of

Total Additional Work Requirement Cost = labor cost + markup cost + $50,000 =

QU

Zincs

LBS

Lay Days

DA

Utilities and Services, Daily Rate

DA

Anchor Chain Shots

EA

Zinc Chromate Removal

SF

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Total Class "B" Items

CLASS "C" ITEMS, OPTIONAL ITEMS

E Deck Preservation

Chiller Bulkheads & Shelving

OWS Installation

Steering Pump Renewals

Potable Water Tank Inspection/Preservation

Total Class "C" Items

TOTAL ALL ITEMS (CLASS A + CLASS B +

CLASS C)

Key: JB = Job

QU = Quantity

DA = Days

SF = Square Feet

Notes for class "B" items:

1. The labor rate entered in the Schedule above shall be fully loaded billable rates, which include costs of overhead, G&A, fringe, profit, insurance and so forth. This rate shall be used for the performance of Additional Item Requirements over the life of this contract regardless of the number of hours actually ordered. See H.11 (Additional Item Requirements (AIR) - Growth Work)

2. The materials markup rate shall be used for the performance of Additional Item Requirements over the life of this contract regardless of the value of materials actually ordered.

3. The quantities listed in the Schedule for these items represent the Government's best estimate of the requirement for evaluation purposes. The numbers listed do not guarantee the contractor the total number of estimated hours or dollars indicated.

SECTION B

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B.1 52.216-1 TYPE OF CONTRACT (APR 1984)

The Government contemplates award of a firm-fixed-price supply contract resulting from this solicitation.

B.2 ACCEPTANCE/AWARD OF SOLICITATION ITEMS

The Government reserves the right to make award on any item or group of items listed in the schedule. In no event shall the award of this solicitation result in multiple awards. The Government anticipates award of all

Class "A" Items (Basic Items). Class "B" Items - Optional Items 201-205 may be exercised by the

Contracting Officer during the contract period of performance. The Contractor will not be entitled to reimbursement under this item until the individual man-hours of labor are ordered through a modification(s) to the contract. Class "C" Items (Optional) may or may not be awarded. If any or all for Class "C" Items are exercised, it will be at the time of contract award.

B.3 BID, PERFORMANCE AND PAYMENT BONDS

A bid bond must be submitted with the bid. Bid Bond value shall be based on the total amount proposed including all option CLINS, as provided in Clause I.66. The successful Bidder must furnish the required

Performance and Payment Bonds within five (5) business days after award of a contract. Performance and

Payment Bond values shall be based on the total amount awarded, as provided in Clauses H.33, H.34, and

I.69.

B.4 INSURANCE CERTIFICATE

The successful Offeror must furnish an insurance certificate within five (5) business days after award of a contract.

B.5 DEFINITIONS

For the purpose of this solicitation, the terms offer, offeror and offerors are synonymous with the terms bid, bidder and bidders.

SECTION C

DESCRIPTION/SPECIFICATIONS/WORK STATEMENT

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C.1 STATEMENT OF WORK/SPECIFICATIONS

The Contractor shall furnish the necessary personnel, material, equipment, services and facilities (except as otherwise specified) to perform the Statement of Work/Specifications referenced as an attachment in Section

J.1.1.

SECTION D

PACKAGING AND MARKING

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There are no clauses in this section.

SECTION E

INSPECTION AND ACCEPTANCE

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E.1 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

https://www.acquisition.gov/Far/

(End of Clause)

E.2 52.246-2 INSPECTION OF SUPPLIES--FIXED-PRICE (AUG 1996)

(Reference 46.302)

E.3 52.246-4 INSPECTION OF SERVICES--FIXED-PRICE (AUG 1996)

(Reference 46.304)

E.4 52.246-16 RESPONSIBILITY FOR SUPPLIES (APR 1984)

(Reference 46.316)

E.5 1352.246-70 PLACE OF ACCEPTANCE (APR 2010)

(a) The Contracting Officer or the duly authorized representative will accept supplies and services to be provided under this contract. (b) The place of acceptance will be: NOAA Ship Fairweather at the contractor's facility.

(End of clause)

E.6 ACCEPTANCE OF WORK ITEMS

The Contracting Officer or duly authorized representative of the Government will provide a written letter of acceptance to the contractor after all work items have been completed and accepted by the Government. The guarantee period (See H.26 1352.271-88 GUARANTEES) will begin as of the acceptance date noted in the letter.

E.7 FINAL ACCEPTANCE

The Contracting Officer or duly authorized representative of the Government will provide written final acceptance of the ship upon the expiration of its guarantee period (See H.26 1352.271-88 GUARANTEES).

SECTION F

DELIVERIES AND PERFORMANCE

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F.1 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address (es):

F.2 52.242-15 STOP-WORK ORDER (AUG 1989)

(Reference 42.1305)

F.3 52.242-17 GOVERNMENT DELAY OF WORK (APR 1984)

(Reference 42.1305)

F.4 1352.270-70 PERIOD OF PERFORMANCE (APR 2010)

The period of performance for repairs to the NOAA Ship Fairweather is expected to commence on the date the Notice to Proceed (NTP) is issued to the Contractor, which is expected to be on or about Oct 10, 2012.

Performance shall be completed by 10 Dec, 2012. It is anticipated the NTP will be issued no later than 14 days after contract award. The NTP may be issued verbally or by facsimile notice, but will be confirmed in writing immediately following its issuance. In the event that the NTP issue date is extended due to

Government caused delay the completion date shall also be extended one day for each Government caused delay day.

The NTP shall be issued after receipt of the Contractor's Performance and Payment Bonds and insurance certificate. In no event will a delay in providing the bonds and insurance certificate constitute a waiver of the required 10 Dec, 2012 completion date.

The performance period begins at Seattle WA and ends at The Contractors Facility.

F.5 52.211-11 LIQUIDATED DAMAGES—SUPPLIES, SERVICES, OR RESEARCH AND

DEVELOPMENT (SEPT 2000)

(a) If the Contractor fails to deliver the supplies or perform the services within the time specified in this contract, the Contractor shall, in place of actual damages, pay to the Government liquidated damages of

$7,077.00 per calendar day of delay.

(b) If the Government terminates this contract in whole or in part under the Default—Fixed-Price Supply and

Service clause, the Contractor is liable for liquidated damages accruing until the Government reasonably obtains delivery or performance of similar supplies or services. These liquidated damages are in addition to excess costs of repurchase under the Termination clause.

(c) The Contractor will not be charged with liquidated damages when the delay in delivery or performance is beyond the control and without the fault or negligence of the Contractor as defined in the Default—Fixed-

Price Supply and Service clause in this contract.

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F.6 DELIVERY

All repairs to the NOAA Fairweather shall be performed at the contractors facility.

F.8 ADMINISTRATIVE DELIVERABLES

REFERENCE DELIVERABLE DELIVER TO

B.3 Bid, Performance, and Payment

Bonds; I.63 Bid Guarantee

The Offeror shall submit a bid bond in the amount of

20% of the offered price with submission of the

Offeror’s proposal.

CO

B.3 Bid, Performance, and Payment

Bonds; H.33 Notice of Required

Performance Security; H.34 Notice or Required Payment Security; I.69

52.228-16 Performance and Payment

Bonds – Other than Construction

The Contractor shall provide a performance bond and a payment bond in the amount of 20% of the contract award price no later than five (5) days after contract award and prior to issuance of the Notice to Proceed

CO

B.4 Insurance Certificate; H.5

Insurance Requirements

The Contractor shall provide proof of required insurance no later than five (5) days after contract award.

CO

H.2 Restrictions against disclosure The contractor agrees to immediately notify the

Contracting Officer in writing in the event that the contractor determines or has reason to suspect a breach of this requirement has occurred.

CO

H.7 Key Personnel Any proposed changes to Key Personnel must be submitted to the Contracting Officer at least fifteen working days prior to executing the change.

CO

H.12 Schedule of Work The Contractor shall provide the Contracting Officer and

COTR with the following documents within five (5) work days of the ship's arrival at the Contractor's facility:

a. Production Schedule

b. Work Package Network

c. Total Manpower Loading Curve

d. Trade Manning Curves

e. Subcontracting List

Any anticipated or unanticipated deviation (greater than five (5) calendar days) from the Production Schedule shall be immediately brought to the attention of the

Contracting Officer. Updated schedules reflecting any deviation shall be submitted to the Contracting Officer within fifteen (15) days of the identification of the expected deviation.

CO/COTR

H.21, Government Review, Comment, Acceptance and Approval

Condition reports, within five(5) working days COTR

H.23 Documentation of Requests for

Equitable Adjustment

Any request for equitable adjustment in response to a

Change Order Request or otherwise, shall conform to the requirements of Section H.23

CO

H.30 Contract Administration and

Change Order Documentation

The Contractor shall conform to the requirements included in Section H.30 in response to all Change Order

Requests

CO

I.6 52.203-7 -- Anti-Kickback

Procedures.

Contractor shall promptly report in writing the possible violation. When the Contractor has reasonable grounds to believe that a violation described in paragraph (b) of this clause may have occurred, the Contractor shall promptly report in writing the possible violation. Such reports shall be made to the inspector general of the

Page - 11 contracting agency.

I.30 52.222-37 -- Employment

Reports on Veterans.

(b) The Contractor shall report by completing the

Form VETS-100A entitled ―Federal Contractor

Veterans’ Employment Report (VETS-100A Report).‖

VETS100-

Customersuppo rt@dol.gov

I.41 52.227-2 -- Notice and

Assistance Regarding Patent and

Copyright Infringement.

The Contractor shall report to the Contracting Officer, promptly and in reasonable written detail, each notice or claim of patent or copyright infringement based on the performance of this contract of which the Contractor has knowledge.

CO

K.1 Annual Representations and

Certifications

Contractor to Update

Online Representations and Certifications Application

(ORCA) website at http://orca.bpn.gov on an annual basis mailto:VETS100-Customersupport@dol.gov http://orca.bpn.gov/

SECTION G

CONTRACT ADMINISTRATION DATA

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G.1 1352.201-70 CONTRACTING OFFICER'S AUTHORITY (APR 2010)

The Contracting Officer is the only person authorized to make or approve any changes in any of the requirements of this contract, and, notwithstanding any provisions contained elsewhere in this contract, the said authority remains solely in the Contracting Officer. In the event the contractor makes any changes at the direction of any person other than the Contracting Officer, the change will be considered to have been made without authority and no adjustment will be made in the contract terms and conditions, including price.

G.2 1352.201-72 CONTRACTING OFFICER'S REPRESENTATIVE (C0R) (APR 2010)

a) Designation of the COR is to be provided under separate letter after award. The COR may be changed at any time by the Government without prior notice to the contractor by a unilateral modification to the contract.

(b) The responsibilities and limitations of the COR are as follows:

(1) The COR is responsible for the technical aspects of the contract and serves as technical liaison with the contractor. The COR is also responsible for the final inspection and acceptance of all deliverables and such other responsibilities as may be specified in the contract.

(2) The COR is not authorized to make any commitments or otherwise obligate the Government or authorize any changes which affect the contract price, terms or conditions. Any contractor request for changes shall be referred to the Contracting Officer directly or through the COR. No such changes shall be made without the express written prior authorization of the Contracting Officer. The Contracting Officer may designate assistant or alternate COR(s) to act for the COR by naming such assistant/alternate(s) in writing and transmitting a copy of such designation to the contractor.

G.3 CONTRACT ADMINISTRATOR

Levis Knox is hereby designated as the Contract Administrator for the contract. All correspondence and inquiries concerning administration of this contract should be addressed to the Administrative Contracting

Officer at the address in Block 7 (page 1) of this document.

G.4 1352.237-74 PROGRESS REPORTS (APR 2010)

The contractor shall submit, to the Government, a progress report one month after the effective date of the contract, and every week thereafter during the period of performance. The contractor shall deliver progress reports that summarize the work completed during the performance period, the work forecast for the following period, and state the names, titles and number of hours expended for each of the contractor’s professional personnel assigned to the contract, including officials of the contractor. The report shall also include any additional information--including findings and recommendations -- that may assist the

Government in evaluating progress under this contract. The first report shall include a detailed work outline of the project and the contractor’s planned phasing of work by reporting period.

SECTION G

CONTRACT ADMINISTRATION DATA

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G.5 1352.245-70 GOVERNMENT FURNISHED PROPERTY (APR 2010)

The Government will provide the following item(s) of Government property to the contractor. The contractor shall be accountable for, and have stewardship of, the property in the performance of this contract.

This property shall be used and maintained by the contractor in accordance with provisions of the

―Government Property‖ clause included in this contract.

Item Description NOAA Ship Fairweather and 2 Each MTU Generators.

G.6 PROPERTY ADMINISTRATOR

The Property Officer will serve as the Contracting Officer’s authorized representative to administer the contract requirements and obligations relating to Government property, located at:

7600 Sand Point Way NE

Seattle, Washington 98115

SECTION H

SPECIAL CONTRACT REQUIREMENTS

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H.1 1352.208-70 RESTRICTIONS ON PRINTING AND DUPLICATING (APR 2010)

(a) The contractor is authorized to duplicate or copy production units provided the requirement does not exceed 5,000 production units of any one page or 25,000 production units in the aggregate of multiple pages.

Such pages may not exceed a maximum image size of 10-3/4 by 14-1/4 inches. A "production unit" is one sheet, size 8-1/2 x 11 inches (215 x 280 mm), one side only, and one color ink. Production unit requirements are outlined in the Government Printing and Binding Regulations.

(b) This clause does not preclude writing, editing, preparation of manuscript copy, or preparation of related illustrative material as a part of this contract, or administrative duplicating/copying (for example, necessary forms and instructional materials used by the contractor to respond to the terms of the contract).

(c) Costs associated with printing, duplicating, or copying in excess of the limits in paragraph (a) of this clause are unallowable without prior written approval of the Contracting Officer. If the contractor has reason to believe that any activity required in fulfillment of the contract will necessitate any printing or substantial duplicating or copying, it shall immediately provide written notice to the Contracting Officer and request approval prior to proceeding with the activity. Requests will be processed by the Contracting Officer in accordance with FAR 8.802.

(d) The contractor shall include in each subcontract which may involve a requirement for any printing, duplicating, and copying in excess of the limits specified in paragraph (a) of this clause, a provision substantially the same as this clause, including this paragraph (d).

H.2 1352.209-72 RESTRICTIONS AGAINST DISCLOSURE (APR 2010)

(a) The contractor agrees, in the performance of this contract, to keep the information furnished by the

Government or acquired/developed by the contractor in performance of the contract and designated by the

Contracting Officer or Contracting Officer's Representative, in the strictest confidence. The contractor also agrees not to publish or otherwise divulge such information, in whole or in part, in any manner or form, nor to authorize or permit others to do so, taking such reasonable measures as are necessary to restrict access to such information while in the contractor's possession, to those employees needing such information to perform the work described herein, i.e., on a "need to know" basis. The contractor agrees to immediately notify the

Contracting Officer in writing in the event that the contractor determines or has reason to suspect a breach of this requirement has occurred.

(b) The contractor agrees that it will not disclose any information described in subsection (a) to any person unless prior written approval is obtained from the Contracting Officer. The contractor agrees to insert the substance of this clause in any consultant agreement or subcontract hereunder.

H.3 1352.209-73 COMPLIANCE WITH THE LAWS (APR 2010)

The contractor shall comply with all applicable laws, rules and regulations which deal with or relate to performance in accord with the terms of the contract.

H.4 1352.209-74 ORGANIZATIONAL CONFLICT OF INTEREST (APR 2010)

(a) Purpose. The purpose of this clause is to ensure that the contractor and its subcontractors:

(1) Are not biased because of their financial, contractual, organizational, or other interests which relate to the work under this contract, and

(2) Do not obtain any unfair competitive advantage over other parties by virtue of their performance of this contract.

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(b) Scope. The restrictions described herein shall apply to performance or participation by the contractor, its parents, affiliates, divisions and subsidiaries, and successors in interest (hereinafter collectively referred to as

"contractor") in the activities covered by this clause as a prime contractor, subcontractor, co-sponsor, joint venturer, consultant, or in any similar capacity. For the purpose of this clause, affiliation occurs when a business concern is controlled by or has the power to control another or when a third party has the power to control both.

(c) Warrant and Disclosure. The warrant and disclosure requirements of this paragraph apply with full force to both the contractor and all subcontractors. The contractor warrants that, to the best of the contractor's knowledge and belief, there are no relevant facts or circumstances which would give rise to an organizational conflict of interest, as defined in FAR Subpart 9.5, and that the contractor has disclosed all relevant information regarding any actual or potential conflict. The contractor agrees it shall make an immediate and full disclosure, in writing, to the Contracting Officer of any potential or actual organizational conflict of interest or the existence of any facts that may cause a reasonably prudent person to question the contractor's impartiality because of the appearance or existence of bias or an unfair competitive advantage. Such disclosure shall include a description of the actions the contractor has taken or proposes to take in order to avoid, neutralize, or mitigate any resulting conflict of interest.

(d) Remedies. The Contracting Officer may terminate this contract for convenience, in whole or in part, if the Contracting Officer deems such termination necessary to avoid, neutralize or mitigate an actual or apparent organizational conflict of interest. If the contractor fails to disclose facts pertaining to the existence of a potential or actual organizational conflict of interest or misrepresents relevant information to the

Contracting Officer, the Government may terminate the contract for default, suspend or debar the contractor from Government contracting, or pursue such other remedies as may be permitted by law or this contract.

(e) Subcontracts. The contractor shall include a clause substantially similar to this clause, including paragraphs (f) and (g), in any subcontract or consultant agreement at any tier expected to exceed the simplified acquisition threshold. The terms "contract," "contractor," and "Contracting Officer" shall be appropriately modified to preserve the Government's rights.

(f) Prime Contractor Responsibilities. The contractor shall obtain from its subcontractors or consultants the disclosure required in FAR Part 9.507-1, and shall determine in writing whether the interests disclosed present an actual, or significant potential for, an organizational conflict of interest. The contractor shall identify and avoid, neutralize, or mitigate any subcontractor organizational conflict prior to award of the contract to the satisfaction of the Contracting Officer. If the subcontractor's organizational conflict cannot be avoided, neutralized, or mitigated, the contractor must obtain the written approval of the Contracting Officer prior to entering into the subcontract. If the contractor becomes aware of a subcontractor's potential or actual organizational conflict of interest after contract award, the contractor agrees that the Contractor may be required to eliminate the subcontractor from its team, at the contractor's own risk.

(g) Waiver. The parties recognize that this clause has potential effects which will survive the performance of this contract and that it is impossible to foresee each circumstance to which it might be applied in the future. Accordingly, the contractor may at any time seek a waiver from the Head of the Contracting Activity by submitting such waiver request to the Contracting Officer, including a full written description of the requested waiver and the reasons in support thereof.

H.5 1352.228-70 INSURANCE COVERAGE (APR 2010)

(a) Workers Compensation and Employer's Liability. The contractor is required to comply with applicable federal and state workers' compensation and occupational disease statutes. If occupational diseases are not compensable under those statutes, they shall be covered under the employer's liability section of the insurance policy, except when contract operations are so commingled with a contractor's commercial operations that it would not be practical to require this coverage. Employer's liability coverage of at least $100,000 shall be required, except in states with exclusive or monopolistic funds that do not permit workers' compensation to be written by private carriers.

(b) General liability.

(1) The contractor shall have bodily injury liability insurance coverage written on the comprehensive form of policy of at least $500,000 per occurrence.

Page - 16

(2) When special circumstances apply in accordance with FAR 28.307-2(b), Property Damage Liability

Insurance shall be required in the amount of 1,000,000.

(c) Automobile liability. The contractor shall have automobile liability insurance written on the comprehensive form of policy. The policy shall provide for bodily injury and property damage liability covering the operation of all automobiles used in connection with performing the contract. Policies covering automobiles operated in the United States shall provide coverage of at least $200,000 per person and

$500,000 per occurrence for bodily injury and $20,000 per occurrence for property damage.

(d) Aircraft public and passenger liability. When aircraft are used in connection with performing the contract, the contractor shall have aircraft public and passenger liability insurance. Coverage shall be at least

$200,000 per person and $500,000 per occurrence for bodily injury, other than passenger liability, and

$200,000 per occurrence for property damage. Coverage for passenger liability bodily injury shall be at least

$200,000 multiplied by the number of seats or passengers, whichever is greater.

(e) Vessel liability. When contract performance involves use of vessels, the Contractor shall provide, vessel collision liability and protection and indemnity liability insurance as determined by the Government.

H.6 1352.228-72 DEDUCTIBLES UNDER REQUIRED INSURANCE COVERAGE- FIXED PRICE

(APR 2010)

When the Government is injured, wholly or partially as a result of the contractor's actions and such actions are covered by the insurance required by 1352.228-70, Insurance Coverage, the Government is entitled to recover from the contractor the full amount of any such injury attributable to the contractor regardless of a deductible. The Contracting Officer may offset the amount of recovery against any payment due to the contractor.

H.8 1352.237-75 KEY PERSONNEL (APR 2010)

(a) The contractor shall assign to this contract the following key personnel:

Project Manager To be determined at the time of contract award.

Contract Administrator To be determined at the time of contract award.

(b) The contractor shall obtain the consent of the Contracting Officer prior to making key personnel substitutions. Replacements for key personnel must possess qualifications equal to or exceeding the qualifications of the personnel being replaced, unless an exception is approved by the Contracting Officer.

(c) Requests for changes in key personnel shall be submitted to the Contracting Officer at least 15 working days prior to making any permanent substitutions. The request should contain a detailed explanation of the circumstances necessitating the proposed substitutions, complete resumes for the proposed substitutes, and any additional information requested by the Contracting Officer. The Contracting Officer will notify the contractor within 10 working days after receipt of all required information of the decision on substitutions.

The contract will be modified to reflect any approved changes.

H.9 1352.271-70 INSPECTION AND MANNER OF DOING WORK (APR 2010)

(a) All work and material shall be subject to the approval of the Contracting Officer or duly authorized representative. Work shall be performed in accordance with the plans and specifications of this contract as modified by any contract modification.

(b) Unless otherwise specifically provided for in the contract, all operational practices of the contractor and all workmanship and material, equipment and articles used in the performance of work shall be in accordance with American Bureau of Shipping "Rules for Building and Classing Steel Vessels", U.S. Coast Guard

Marine Engineering Regulations and Material Specifications (46 CFR Subchapter F), U.S. Coast Guard

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Electrical Engineering Regulations (46 CFR Subchapter J), and U.S. Public Health Service "Handbook on

Sanitation of Vessel Construction", in effect at the time of the contract award; and the best commercial maritime practices, except where military specifications are specified, in which case such standards of material and workmanship shall be followed.

(c) All material and workmanship shall be subject to inspection and test at all times during the contractor's performance of the work to determine their quality and suitability for the purpose intended and compliance with the contract. In case any material or workmanship furnished by the contractor is found to be defective prior to redelivery of the vessel, or not in accordance with the requirements of the contract, the Government shall have the right prior to redelivery of the vessel to reject such material or workmanship, and to require its correction or replacement by the contractor at the contractor's cost and expense. This Government right is in addition to its rights under any Guarantee clause in this contract. If the contractor fails to proceed promptly with the replacement or correction of such material or workmanship, as required by the Contracting Officer, the Government may, by contract or otherwise, replace or correct such material or workmanship and charge to the contractor the excess cost to the Government. The contractor shall provide and maintain an inspection system acceptable to the Government covering the work specified in the contract. Records of all inspection work by the contractor shall be kept complete and available to the Government during the performance of the contract and for a period of two (2) years after delivery of the vessel to the Government.

(d) No welding, including tack welding and brazing, shall be permitted in connection with repairs, completions, alterations, or addition to hulls, machinery or components of vessels unless the welder is, at the time, qualified to the standards established by the U.S. Coast Guard, the American Bureau of Shipping, or the

Department of the Navy. The welder's qualifications shall be appropriate for the particular service application, filler material type, position of welding, and welding process involved in the work being undertaken. A welder may be required to re-qualify if the Contracting Officer believes there is a reasonable doubt concerning the welder's ability. Welders' qualifications for this purpose shall be governed by the U.S.

Coast Guard Marine Engineering Regulations and Material Specifications (46 CFR Subchapter F). When a welding process other than manual shielded arc is proposed or required, the contractor or fabricator shall submit procedure qualification tests for approval prior to production welding. Procedure qualification tests shall be conducted in accordance with the United States Coast Guard Marine Engineering Regulations and

Material Specifications (46 CFR Subchapter F).

(e) The contractor shall exercise reasonable care to protect the vessel from fire, and the contractor shall maintain a reasonable system of inspection over the activities of welders, burners, riveters, painters, plumbers and similar workers, particularly where such activities are undertaken in the vicinity of the vessel's fuel oil tanks, magazines or storerooms containing flammable material. A reasonable number of hose lines shall be maintained by the contractor ready for immediate use on the vessel at all times while the vessel is berthed alongside the contractor's pier or in dry dock or on a marine railway. All tanks or bilge areas under alteration or repair shall be cleaned, washed, and steamed out or otherwise made safe by the contractor if and to the extent necessary as required by good marine practice or by current Occupational Safety and Health

Administration regulations. The Contracting Officer's Representative (COR) shall be furnished with a "gas free" or "safe for hot work" or "safe for workers" certificate before any hot work or entry is done. Unless otherwise provided in this contract, the contractor shall at all times maintain a reasonable fire watch about the vessel, including a fire watch on the vessel while work is being performed thereon.

(f) The contractor shall place proper safeguards and/or effect such safety precautions as necessary, including suitable and sufficient lighting, for the prevention of accidents or injury to persons or property during the prosecution of work under this contract and/or from time of receipt of the vessel until acceptance by the

Government of the work performed.

(g) Except as otherwise provided in this contract, when the vessel is in the custody of the contractor or in dry dock or on a marine railway and the temperature becomes as low as 35 degrees Fahrenheit, the contractor shall keep all pipelines, fixtures, traps, tanks, and other receptacles on the vessel drained to avoid damage from freezing, or if this is not practicable, the vessel shall be kept heated to prevent such damage. The vessel's stern tube and propeller hubs shall be protected from frost damage by applied heat through the use of a salamander or other proper means, as approved by the COR.

(h) Whenever practicable, the work shall be performed in a manner which does not interfere with the berthing and messing of personnel attached to the vessel. The contractor shall ensure that assigned personnel have access to the vessel at all times. It is understood that such personnel will not interfere with the work or the contractor's workers.

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(i) The Government does not guarantee the correctness of the dimensions, sizes, and shapes shown in any sketches, drawings, plans or specifications prepared or furnished by the Government. Prior to submitting an offer, it is the responsibility of the bidder/offeror to verify the dimensions, sizes, and shapes in materials provided by the Government. Where practical, the Government will make the vessel available for inspection prior to bid opening or the date for receipt of proposals. If the contractor, as a result of inspection or otherwise, discovers any error in the sketches, drawings, plans or specifications, it shall immediately inform the Contracting Officer of the error and proceed in accord with instructions received from the Contracting

Officer. The Government is not liable for any claims or charges resulting from additional work performed by the contractor as a result of a patent ambiguity in the sketches, drawings, plans or specifications that was not brought to the attention of the Contracting Officer. The contractor shall be responsible for the correctness of the shape, sizes and dimensions of parts furnished by the contractor under the contract.

(j) The contractor shall at all times keep the site of the work on the vessel free from accumulation of waste material or rubbish caused by contractor employees or the work, and at the completion of the work shall remove all rubbish from and about the site of the work and shall leave the work and its immediate vicinity

"broom-clean" unless more exactly specified in this contract.

(k) While in drydock or on a marine railway, the contractor shall be responsible for the closing, before the end of working hours, of all valves and openings upon which work is being done by its workers when such closing is practicable. The contractor shall establish a list and keep the COR cognizant of the closure status of all valves and openings upon which the contractor's workers have been working.

(l) Without additional expense to the Government, the contractor shall employ specialty subcontractors where required by the specifications or when necessary for satisfactory performance of the work.

(m)

(1) Unless otherwise stated in the contract, the contractor shall notify the COR at least 72 hours in advance:

(i) Prior to starting inspections or tests; and

(ii) When supplies will be ready for Government inspection.

(2) Such notification shall be provided either verbally or in writing at the discretion of the COR.

H.10 METHOD OF PAYMENT AND INVOICING INSTRUCTIONS FOR SHIP REPAIR

(a) The Government will make payment under this contract based on a percentage of completion. The contractor may invoice for the percentage completed for each work item as work progresses. The amount invoiced shall be calculated based on prices stated in the Schedule, as follows: A work item may not be invoiced until the percentage complete reaches 25 percent. Future invoices for that work item have no limitation as to the percentage of completion required before invoicing, but in no event may invoices be submitted more frequently than every 2 weeks, or for amounts less than $10,000, unless it is the final payment. The minimum percentage of completion (25%) to be reached prior to billing each work item may be waived by the Contracting Officer for large dollar work items on a case-by-case basis.

(b) Invoices submitted by the contractor which are deemed not proper, in accordance with FAR 52.232-25, will be returned. Invoices shall include:

(1) Name and Address of the contractor;

(2) DUNS Number;

(3) Invoice Date;

(4) Contract Number/Modification Number;

(5) CLIN/Work Item Number, to include: Description, Quantity, Unit of Measure, Unit Price and Extended

Price;

(6) If the Contractor is a small business concern, the invoice shall be annotated with an ―SB‖ in the upper right hand corner of the invoice document.

(7) Shipping and Payment Terms; and,

(8) Contractor Point of Contact, including: Name, Title, Phone Number, and Mailing Address;

(9) The percentage of completion for each CLIN/work item identified;

(10) Name of the Contracting Officer ;

(11) Ship name;

(12) The overall percentage and dollar amount previously billed, currently billed and unbilled.

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(c) When invoicing for changed work, the contractor shall identify it as a contract change and shall identify the modification authorizing the change, and the CLIN/Work Item associated with the change.

(d) In approving payments, five percent of the amount approved by the Contracting Officer shall be retained until completion and final acceptance of all work.

(e) All items of work invoiced under this contract will be verified and confirmed by the Contracting

Officer's Representative as accurate and complete and approved by the designated billing office before payment will be made.

(f) Mail the original invoice to: COR as designated in Section G.2.

(g) The contractor's final invoice submitted under the contract must be marked as follows: THIS INVOICE

CONSTITUTES THE FINAL INVOICE - UPON PAYMENT OF THIS INVOICE NO OTHER MONIES

ARE DUE UNDER CONTRACT NUMBER (Shall be designated at time of award)."

H.11 1352.271-72 ADDITIONAL ITEM REQUIREMENTS (AIR) - GROWTH WORK (APR 2010)

(a) This clause applies to Additional Item Requirements (AIR), also known as growth and emergent work ordered by the Contracting Officer pursuant to the Changes - Ship Repair clause or mutually agreed upon by the parties. The contractor shall perform AIR at the labor billing rates designated in the Schedule, as described in paragraph (c) of this clause. The AIR handling fee designated in the Schedule shall be the sole fee used for direct material purchases and subcontractor handling. The estimated quantity of labor hours and handling fees represent the Government's best estimate for growth that may be required throughout the contract performance period. All growth work shall be paid at the prices stated in the Schedule.

(b) The contractor shall take into account the potential for ordering all estimated AIR quantities in developing the Production Schedule. The ordering of any portion of the AIR quantities does not in itself warrant an extension to the original contract completion date; however, for planning purposes, the

Government anticipates ordering AIR in accordance with the following schedule:

(1) No more than 75% of the hours during the first half of the contract period of performance.

(2) No more than 50% of the hours during the third quarter of the contract period of performance.

(3) No more than 30% of the hours during the fourth quarter of the contract period of performance.

(c) The AIR labor rate shall be a flat, hourly rate to cover the entire effort and shall be burdened to include:

(1) Direct production labor hour functions only. Direct production labor hours are hours of skilled labor at the journeyman level expended in direct production. Direct production is defined as work performed by a qualified craftsman that is directly related to the alteration, modification, or repair of the item or system identified as needing alteration, modification, or repair. The following functions are identified as direct production: Abrasive Cleaning/Water Blasting, Tank Cleaning, Welding, Burning, Brazing, Blacksmithing, Machining (inside and outside), Carpentry, Electrical/Electronic Work, Crane Operation, Shipfitting, Lagging/Insulating, Painting, Boilermaking, Pipe Fitting, Engineering (Production), Sheetmetal Work, Staging/Scaffolding, and Rigging.

(2) Non-production labor hours (whether charged directly or indirectly by contractor's accounting system) shall be for labor in support of production functions. For purposes of this clause, support functions are defined as functions that do not directly contribute to the alteration, modification, or repair of the item or system identified as needing alteration, modification, or repair. Necessary support functions should be priced into the burdened rate for production labor hours. Examples of support functions include: Testing, Quality

Assurance (inspection), Engineering (support), Planning (including involvement of craft foreman/journeyman in planning a task), Estimating (including determination of necessary materials and equipment needed to perform a task), Material Handling, Set-up (moving tools and equipment from shop to ship to perform a task), Fire Watch, General Labor (including general support of journeyman tasks), Cleaning (including debris pickup and removal), Surveying, Security, Transportation, Supervision, and Lofting (sail/pattern making).

(d) Additional Item Requirements do not include replacement work performed pursuant to the Inspection and Manner of Doing Work or Guarantees clauses.

(e) It is the Government's intention to award any growth work identified during the repair to the contractor, if a fair and reasonable price can be negotiated for such work, based upon Schedule rates. If a fair and reasonable price cannot be negotiated, the Government may, at its discretion, obtain services outside of the

Page - 20 contract. Such services may be performed while the ship is undergoing repair in the contractor's facility pursuant to the Access to Vessels clause.

(f) The contractor shall submit to the Contracting Officer the following information in all AIR proposals:

(1) Number of labor hours estimated; broken down by specific direct production labor category.

(2) Material estimates, individually broken out and priced. When requested by the Contracting Officer, material quotes shall be provided.

(3) Subcontractor estimates, individually broken out and priced along with the actual subcontractor quotes.

The requirement to submit subcontractor quotes may be waived if deemed appropriate by the Contracting

Officer.

(4) Material/subcontractor handling fee and the basis for the fee.

(g) The contractor shall not be entitled to payment for any hours ordered pursuant to this clause until such time as a written contract modification is executed.

H.12 1352.271-73 SCHEDULE OF WORK (APR 2010)

(a) Notwithstanding other requirements specified in this contract, the contractor shall provide to the

Contracting Officer and COR the following documents within five (5) working days of the vessel's arrival at the contractor's facility:

(1) Production Schedule

(2) Work Package Network

(3) Total Manpower Loading Curve

(4) Trade Manning Curves

(5) Subcontracting List

(b) The Production Schedule shall list the earliest, latest, and scheduled start and completion date for each work item awarded and shall identify the critical path. The Work Package Network shall show the work items, milestones, key events, and activities and shall clearly identify the critical path. The Total Manpower

Loading Curve shall show the required manning for the duration of the contract. The Trade Manning Curves shall show the required manning for each trade for the duration of the contract. The Subcontracting List shall show work items, milestones, key events, and activities to be accomplished by subcontractors.

(c) Additional Item Requirements ordered and agreed upon, whether or not yet formalized via a change order

(contract modification), shall be added to the Production Schedule, Trade Manning Curves, and

Subcontracting List and submitted to the Contracting Officer and COR at each weekly Progress Meeting. Any anticipated or unanticipated deviation (greater than five (5) calendar days) from the Production Schedule shall be immediately brought to the attention of the Contracting Officer and COR.

(d) Any unauthorized deviation in the Production Schedule which results in a delay in the completion of work on a vessel past…